Pandemonium
by Emerald Kitten
Summary: The room around Scud pulsated with energy as hundreds of people swayed under the hypnotic trance of club music blasting from the sound system. Friday night at the club called Pandemonium promised nothing less than chaos. Blade/Walking Dead Crossover. Response to uss caryl prompt challenge.
1. Chapter 1

**Timeline: This piece is set before the events that transpire in Blade 2.**

Pandemonium. The place was called Pandemonium and it sure as shit lived up to its name. The room around Scud pulsated with energy as hundreds of people swayed under the hypnotic trance of club music blasting from the sound system. Writhing bodies twisted and turned together in a flurry of dance fuelled by a potent cocktail of sounds, sex and booze.

Friday night at a club called Pandemonium promised to be nothing less than chaos.

The black strobe lights served to illuminate barely anything on the dance floor. Just a sea of people moving together like a gigantic wave gaining momentum before crashing violently down against the shore below. Scud navigated through the mass of bodies, trying to move through the wall of people with a lit cigarette in one hand and his drink in the other while firmly concentrating on dropping neither. So far it had been a failed venture. He was wearing more beer than he'd drunk. Still had his smoke through, so it wasn't a total loss. But it's not like he was here to drink anyway, he just needed to blend while he scoped the place out for B.

Blade had a hunch the new club was a vamp-run deal. A buffet for bloodsuckers to peruse potential merchandise before making their evening meal selection and feasting on the poor unsuspecting people who had come there to get drunk and get laid. All those bodies moving and grinding together like that in the dark made it a fucking meat market for the dead.

If this really was a fang-run club the dance floor would be running red with blood by morning. Clubs like that were popping up every day now. 'Blood Bank' was the name being thrown about the street. The club goers were sucked dry within weeks of either their money or their lives.

There was no way Blade could move about the place undetected. Every single vampire in the country knew who Blade was and what he did for kicks. That left Scud to handle the reconnaissance mission tonight. He'd gotten into the club easily enough – one flash of his baby blues and he'd been past the velvet rope and into the heart of Pandemonium.

There'd been a good reason Scud was happy to walk into this potential lion's den tonight. He wasn't here because he was a fighter. Scud was at the club tonight because he was a lover, and man was he looking for some loving. He figured that if this leach lead didn't pan out he might at least hook up with one of the lovely honey's dancing the night away.

His took another swig of his almost empty drink as his eyes scanned the club searching for any undead activity. So far, the night had been a complete bust. He had been in the place for two hours and despite the rumours Scud hadn't seen hide nor fang of anything even resembling a bloodsucker. Looked like B had been fed the wrong information this time.

Scud's phone vibrated from within his pocket signalling an incoming call. He shoved his cigarette between his lips and retrieved the cell, flipping it open without checking the caller ID. He didn't need to see who was calling. There was only one person who had that number. "What up B?" he answered, raising his voice to carry over the roar of music surrounding him.

"Checking in. You find anything yet?" Blade drawled.

Scud spun around on the spot and let his eyes wander over the beautiful people amassed on the dance floor. Still no sign of vampires. "Zip man. This place has zero activity tonight, you feel me?"

"You saying the intel was bad?"

"I'm saying the intel was bogus man." Scud took another drag from his cigarette, shaking his head to emphasise the point as he spoke. "The 411 on this place was wrong. Nada on the Nosferatu front."

The man on the other end of the line sighed heavily. "Fall back Scud. The Blood Bank must be somewhere else. Call it a night," he ordered.

The young man nodded his head, shaggy hair falling in his face with the action. "You're the boss B." Scud continued to scan the room while he spoke into the phone. A group on the dance floor caught his attention, distracting him from the conversation. _'Alright,'_ Scud thought. _'Maybe tonight's not gonna be a total bust after all.' _

"Hello ladies," Scud purred into the phone, his eyes fixed on the group of three girls dancing together on the edge of the fray. He knew they weren't bloodsuckers the moment he laid eyes on them, but man, were they vamps. He'd been too enthralled watching the group of girls dancing together that he hadn't heard the last thing Blade had said to him. "Listen B, I gotta bounce." His head bobbed back and forth as his eyes followed the swaying hips of the closest dancer. "Duty calls man."

A dry chuckle answered him on the other end of the line. "I know what sort of duty's calling you. Be back by 0900 tomorrow. Oh and Scud," Blade added with a snigger. "Watch your back." With that parting piece of advice the line went dead. Scud closed the phone and slid it back into his pocket. Not that he was paying attention to what the hell he was doing. He was too busy watching the babes that could potentially be his own mini-harem for the night if he played his cards right.

The three definitely knew what they were doing on that dance floor. They moved together as if they had the place to themselves and weren't being pushed up against by every horny bastard in the room. These girls were exactly the type that some vampire would take a shine to; young, gorgeous, filled to the brim with good ol' USA DNA swirling through their veins.

Damn bloodsuckers didn't know what they were missing if they weren't using this place to find able bodies.

Even though the club was dimly lit, the strobe lights flickered in and out enough to illuminate the two brunettes and one blonde. The blonde moved with confidence and a self-satisfied smirk gracing her face. She knew every man in the room was watching the show she was putting on and she obviously savoured the attention. The first brunette had long wavy hair that trickled down her back. She held her blonde friend's hand as they danced, letting the music move her like she didn't have a care in the word. But despite how good the first two looked, it was the other brunette of the group that caught Scud's attention. She was different to her friends when she moved about the dance floor, both in appearance and presence.

While the first two wore tight, short dresses, the third girl wore a more reserved number that covered everything from her knees to her elbows but clung to her curves in all the right places. All Scud could see of her was her back. Not that it wasn't a great view; she had a killer ass tucked under that red dress. She didn't show as much skin as her friends, but that only made her all the more interesting to watch. The sway of her hips matched the thumping of the bass reverberating through the club. Her arms twirled above her head, elongating her body like a snake wrapping itself around a tree branch stretching upwards to heaven. Fuck, she was sexy as all hell without trying to be. A head of wild curls whipped around while she danced, obscuring her face from his view.

The more he watched the trio dance, the more he found his eyes drawn to the girl in the red dress. The way she moved completely overshadowed her friends. As appealing as a little three-on-one sounded, there was something about just her that spoke to him. She was casting a spell on that dance floor and Scud had been hit square in the chest with all the charms at her disposal.

Her two friends barely registered. She was the one he wanted to meet. Just her.

Screw trying to score with all three girls tonight. Scud's hand brushed over the scars littering his abdomen as he thought back to the last time he tried for a little group action.

He thought he'd hit the jackpot when he'd convinced those two girls to come back to his tent that fateful night. No sooner had they both started slinging down his body he'd already composed the 'Dear Penthouse' letter in his head. That night hadn't ended how he'd hoped it would. He thought it'd start with a little girl-on-girl and end with one of them sitting on his face while the other rode him like a horse in the Kentucky derby. His plans for the night in his tent had not included him fighting for his life while those bitches tried to make a happy meal out of his intestines.

But Blade had shown up, did his thing and that was all she wrote. Scud worked for the man himself now.

After nearly meeting his maker Scud was definitely done with the group scene. He'd learned his lesson with that failed attempt.

He smirked, watching the cutie with the corkscrew's bob and sway to the rhythm of the track playing. He had a thing for brunettes. And this one had an energy about her. A girl who moved like that would be a demon between the sheets.

The crowd shifted when the song changed and the girls were swallowed by the hungry mass of dancing patrons surrounding them. Scud craned his neck, trying to get a better view but it was no use. The brunette with the wild hair was long gone.

Shit, no vampires and no girl. This night totally sucked ass.

Scud made his way back to bar and signalled to the bartended with his empty beer bottle, motioning for another of the same. Might as well get trashed. He'd rather be back at the Batcave rocking a good buzz and chilling with the Powerpuff Girls right now than sipping on an overpriced beer, but he'd stick around just to catch another glimpse that brunette. Plus, he was burning through B's cash for the night. Wasn't like he was paying his own money for the experience.

His eyes raked over the people thrashing about on the dance floor, seeing humans and nothing else. He raised the still burning cigarette to his lips and inhaled, savouring the feel of the smoke invading his senses as his gaze lazily wandered across the heaving club. He'd make one more sweep of the area, finish his drink and still get back in time to catch some early morning toons and get his smoke on.

Fresh drink in hand, Scud turned back towards the dance floor to commence his final pass of the club and maybe catch another glimpse of the girl in the red dress. Before he could start his search though something solid ran into his chest, knocking his beer right out of his hand and sending the bottle straight to the ground. He watched helplessly the alcohol was lost to the unforgiving floor of Pandemonium. Another fucking beer gone to this goddamn place!

"Fuck, man! Watch where-" the complaint died on his lips when Scud looked down. Someone in a red dress that hid a lot of skin had run right into him. A mass of distinctive brunette curls waved before his face and he couldn't stop himself from leaning into her and inhaling the scent of her shampoo.

The dancing queen with the great ass he'd been watching before had run right into his open arms. Scud offered a silent thanks to whatever Gods up there were watching out for him tonight.

The force of the collision rocked the girl on her heels, threatening to throw her backwards and into the throng of people moving as if their lives depended on it. The panicked look that came over her face said she knew she was going to hit the ground and she was going to hit it hard. Shit, if she fell in here she'd get trampled. The dance floor would be running red with blood and it'd have nothing to do with vampires.

Scud was not going to let that happen. His arm shot out instinctively and wrapped around her small waist, drawing her hard against his chest. She collided against him with a soft thud, a strangled squeak escaping her lips at the impact.

"Thanks," she breathed, her face turning up to meet his.

"Shit," he swore, staring point-blank into the bluest eyes he had ever seen before in his life. Someone must have turned the A/C off in the club because it felt like the air surrounding them went up about 10 degrees the moment their eyes locked.

His arm tightened around her, drawing her further against his chest. "You ok?" he asked loudly over the noise of the revellers. He searched her face for any sign of discomfort or unease, but all he found was surprise.

He knew he shouldn't be holding on to her like she was some sort of life raft, but at that moment Scud had the insane thought that he might drown amongst the sea of people swirling around them if he didn't anchor himself to her. Plus, he didn't want some other guy trying to put he moves on her when he was working his magic. There was a reason he was Scud the Stud after all.

"I'm fine. You?" she answered, yelling against the music. Her voice had an edge to it, but considering where they were it was impossible not to yell without it.

"Can't complain," he grinned, unable to hide the cocky tone from his voice. He was holding the hottest babe in the place tight against his body and she was asking if he was alright? Fuck, he'd never been better! It was like all his Christmas' had come at goddamned once.

The small woman in his arms blew an errant curl away from her face and leant her body away from his. "That makes one of us," she sighed, her eyes refusing to meet his as she darted those blue orbs around the darkened room. "Would you mind?" she pointed towards the arm clamped around her waist.

Scud glanced down, realizing the position he had her in. He'd latched himself onto her like a fat kid with a candy bar. Just because he'd been watching her dance didn't mean she knew shit about him. Hell, all she knew right now was that some asshole had grabbed onto her and wasn't letting go. One look at this girl and he knew every red-blooded guy in the place would try and be all over her. All night she'd probably been dealing with bastards trying to feel her up. Scud was a lot of things, but he wasn't the sort of asshole to force a woman to do anything she didn't want to do. He was a lover not a fighter; that was his motto.

The vice-like grip he had on her middle loosened and he dropped his arm from her body, severing the contact between them. He shuffled backwards, giving her what small amount of space he could in a crowd that was packed in together like sardines in a can. "Hey…I'm sorry alright? I swear I'm not that sort of creep." Scud raised his now free hand and took a drag of his still-burning smoke, waiting for her reaction. God, he hoped he hadn't fucked it up already with that arm move.

She snickered, leaning her head closer and bridging the gap between them he had just created. "So what sort of creep are you then?" Her eyes sparkled with mirth and an amused smile overtook her face.

He dipped his head and chuckled. Man, this chick had balls. "I'll be whatever sort you want me to be Babe."

She shook her head, curls bouncing around her face like miniature slinkies. "Carol."

"WHAT?" He cupped his hand around his ear in a bid to help amplify the sound of her voice. The club was definitely too loud to try and hold a conversation.

"CAROL! My name's Carol, not _Babe_."

**A/N: Thank you for giving this a shot (hopefully someone took a chance and read this). First off, I know, I KNOW, this is a crossover and I've uploaded it here, but I figured it was the best chance of someone stumbling over it here rather than in the Blade section. I wrote this in response to the USSCARYL prompt challenge 'AU Caryl with any of the different characters Norm had played over the years.' First I wrote a TBS Murphy/Carol piece which you can find in the crossover section here, but then I got inspired to try a Scud/Carol one too. I know it's different, but hopefully in a good way. There is another part coming, it's just taking me longer than anticipated to finish.**


	2. Chapter 2

Scud leant down, closing the distance between himself and the hot brunette. He let his mouth hover next to her ear for a moment before he spoke. "So I guess calling you Princess is out of the question then?" he asked, grinning as his lips brushed against her hair. He felt she shudder in response to his question and couldn't help but smile all the more.

He thanked the club Gods up there in the DJ booth for making the joint vibrate with music tonight. It was almost impossible to try and hold a conversation in a place like this, but it gave Scud the perfect excuse to get up close and personal with the sexy brunette from the dance floor. Without the constant soundtrack thumping in the background he never would have had a good reason to move into her personal space like he was now.

He pulled back slightly to see those gorgeous blue eyes but when his gaze locked with hers what he saw there compelled him to take a retreating step backwards. Scud had wanted to make her smile and watch her face come alive with laughter. He imagined a faint blush would creep across her neck and causing her cheeks to flush at his words. Problem was she wasn't blushing _or_ laughing. The look she was levelling square at him repelled Scud back quicker than a punch delivered by the B-man himself.

Carol's eyes were narrowed into tiny slits at his attempt at humour. She didn't say a word to him but her silence spoke volumes. The brunette glared at him with her hip cocked to the side and her arms tightly folded across her chest, warning him against coming closer again. The flickering lights of the club illuminated just enough of her expression to reveal she was definitely not amused by his joke.

His first attempt at flirting with the hot brunette hadn't gotten the reaction he'd been hoping for.

Calling her Princess was not going to fly. Good thing too, because the way she was glaring at him now did not make her look like a Princess. Instead she looked like a tiger cub – cute as all hell but with the ability to rip out a man's throat with one swipe of her sharpened claws. With her bristles up and the scathing look aimed squarely at Scud she definitely looked like a wild animal.

He watched her standing there before him with her arms still folded and her foot tapping impatiently on the ground. Good Lord, she was fucking sexy when she was pissed. Scud thought she was sexy when she was grooving on the dance floor but he'd been wrong; this girl was smoking hot when she was angry. Seeing that reaction made Scud want to say something else to get under her skin. Let kitty sharpen her claws on him for a few hours. Maybe scratching up his back wouldn't be out of the question later tonight…

The more she scowled at Scud larger he felt the grin on his face grow. How messed up did that make him that he found her hot-as-all-hell the angrier she got?

Most girls dug names like Babe or Doll or Sweetheart but this girl wasn't like the others he'd met before. All you had to do was check out her outfit for the night to see she wasn't like the usual Barbie wannabes that hung in a place like Pandemonium. Where the other ladies there showed more skin, she flaunted her sexuality while giving nothing away. Scud didn't need to call her Babe, although in his mind the handle definitely applied.

It was always easier to call a girl some nickname rather than remembering her actual name. Moaning _'Oh Baby'_ was fool proof in any bedroom situation. Nothing killed the mood quicker than saying the wrong name when you were in bed with a woman.

Well…getting your guts ripped the fuck out my two bloodthirsty bitches came a close second in the mood-killing department.

Watching the brunette standing before him, challenging him with her stern expression and annoyed body language, Scud knew without a doubt he would have no trouble remembering Carol's name. She still hadn't said one word to him since introducing herself though. As sexy as she looked standing there staring him down, Scud knew he needed to get her talking again. He had one shot and he was not going to fuck this up.

Scud took a small step back and out of her space, fighting every fibre of his being telling him to stay as close to her as possible. He brought the butt of his cigarette up to meet his mouth, lazily inhaling as he regarded the girl standing before him. The cocked out hip gave her an edge of sassiness he couldn't help but smirk at. Man, she was hot.

"My bad alright," he held his hands up in front of his body in a mock show of surrender. "I didn't mean anything by it."

She eyed him warily for a moment, apparently deciding on the level of his sincerity. Finally, her face relaxed from the previous contortion of a scowl into a more open expression. The tension fell away from her shoulders as she straightened her posture and snapped that sassy hip back into place. Carol nodded her head and accepted his apology with a small smirk gracing her lips. She had won the first round and she knew it.

For a second Scud wanted to piss her off again just to see that sexy Amazon from moments ago. As much as he wanted to see that side of her again he wasn't a complete moron. That little display of hers had turned him on more than he'd ever care to admit but no way in hell was he running the risk of her taking it the wrong way and turning tail into the sea of people packed into the club.

He needed to get her talking to him again. He needed to not lose track of her again.

"I'm Scud," he yelled proudly over the music, pointing to his own chest with the hand holding what was left of the cigarette.

"Scud?" she repeated, wrinkling her nose with distain as she repeated his name, "_Seriously_?"

"What's wrong with Scud?" He was genuinely offended by her remark. The ladies normally went crazy for him based on name alone. There was an air of mystery about a name like _Scud_ that most women just seemed to dig.

"What's right with it?" she countered with a smirk.

As offended as he'd been with the dissing of his name Scud couldn't help but grin like an idiot at her. He really liked the sassy brunette in the red dress. She wasn't like any of the other girls he'd known and that included all the bloodsucking bitches he came across in his current field of employment. Those vampires were always several shades of badass, but that one scathing look from Carol before told Scud she could kick all those bitches' bloodsucking asses without breaking a sweat. Carol was completely unlike anyone he'd ever met and he'd only spoken to her for five minutes. There was no way in hell he was going to let this girl get away. If he had to take some shit from her before he could get her number then so be it. He'd play whatever game she wanted.

Her eyes left his face and raked over the bar behind him. He was losing her attention and fast by the looks of it. Scud needed to pull something out of his bag of tricks to keep Carol by his side.

"You wanna dance?" The question was out of his mouth before he could stop himself. Not his most original line but it was the best option considering their location.

"WHAT?" Her head snapped back from the exploration of the wall behind Scud to find his gaze again. She seemed genuinely surprised by the question.

"YOU WANNA DANCE?" He pointed out towards the writhing and twisting bodies packed onto the floor. "Saw you moving out there earlier."

"You were watching me?" she asked. Her shields went up instantly and her demeanour became guarded. She angled her body away from him and folded her arms over her chest protectively. "I thought you weren't that sort of creep?" Though the music was thumping it wasn't loud enough to cover the hint of accusation that had crept into her voice.

Scud couldn't stop that crazy-ass insane smile from splitting across his face when she insulted him. What the hell was this girl doing to him? She just called him a creep and he was getting off on it? Man, maybe he was a creep after all.

He held up his hands again in front of his body. "I'm not, I swear." His dropped his eyes down to her body before snapping back to her face. "The way you're rockin' that dress pretty sure half the guys in the place were watching you out there."

Carol dropped her head down towards the floor, but not before Scud caught sight of the shy grin she was trying to hide and the faint blush tinging her cheeks. The club was dark, but not dark enough to hide her expression. Finally he'd made her smile. He definitely had her attention now.

"Come on…please?" Scud begged. "Just one little dance?"

She raised her head to look up at him through the halo of crazy curls surrounding her. "I don't know. I'm here with some friends…" her voice trailed off as her eyes scanned across the heaving club in search of her missing companions.

Scud let his gaze drift over the room as he tried to track down the two girls he had seen Carol with earlier. Not that he really remembered much of what either of them looked like. He'd been too concerned with watching her hips slink and twist to the beat reverberating throughout the room. A vivid picture popped up in his mind when he thought of Carol dancing earlier. "The blonde and brunette, right?" he asked, leaning down closer to direct his words into her ear. Sweet Jesus, her hair smelt good!

Her head snapped back around his words, her face nearly colliding with his at the sudden movement. Scud's breath caught in his throat at their current proximity. Carol's face was only inches from his now. They were so close that Scud could see himself reflected in her eyes. The bluest eyes he'd ever seen in his life…

He'd only have to dip his head slightly and he'd make contact with her lips…

"How did you know that?" she asked with surprise, leaning away from him.

Shit, he'd done it again. Made her think he was some sort of stalker or something. A much as it pained him to do it, Scud leant away from Carol. He had to get himself in check before he completely fucked this up and mauled the girl right there in the club. He kept this up she really would think he was a creep and the only thing he'd be kissing tonight would be goodbye to his chance of getting the dancing queen's number.

"Like I said, I saw you moving out there earlier," he admitted. Scud took a final drag of his smoke before stubbing it out in a nearby ashtray. "I gotta say you looked good girl."

Despite the dim lighting of the club Scud could see Carol chewing on her bottom lip. Her teeth sunk into the flesh in such a way that Scud pictured himself biting her like that. Holy fuck, what he wanted to do to that lip later tonight. Man, she just kept getting hotter and she wasn't even trying!

"Come on," he pleaded, giving her his best puppy dog eyes. He raised his hands to a praying gesture in front of his chest. "Pretty please. Just one dance. I promise to have Cinderella back to her wicked step-sisters before midnight strikes and you turn into a pumpkin."

Carol's snickered but didn't make a move to leave. He could see her resolve wavering the longer she stood staring at him. Finally a small smile broke across her face and she nodded her head in agreement. "Alright…_one dance_," she held up a solitary finger to emphasize her point. Before Scud could enjoy his victory Carol's hand was wrapped around his and propelling him forward. For a tiny thing she sure had some strength. "You realize it was the coach that turned into a pumpkin and not Cinderella, right?" Carol threw over her shoulder as she dragged him out towards the dance floor.

Scud smirked but didn't reply. He was too busy watching that amazing ass sway back and forth as they dove deep into the sea of thrashing bodies moving to the beat. They could barely take a step without crashing into five other people amongst the thick crowd. The tide of people enveloped the couple as soon as they set foot on the floor and Carol's body was pushed back tightly against Scud's chest as a result. The awesome view of her ass was instantly replaced by a mass of curls dancing beneath his nose. Reflexively his arms shot around her waist and pulled her against his chest. The way the crowd was tonight she'd get trampled if she fell down. The air was knocked out of his lungs when she collided with him but Scud didn't care.

Carol was pressed tightly against him. Fuck…it felt good.

Again he silently praised the club Gods and their infinite wisdom responsible for the herd of bodies packed into the place tonight. Hell, he even thanked the bad intell they're received. All those little pieces fit together perfectly to deliver the dancing queen into his arms.

Carol hadn't reacted well to the first time he'd held her. Hopefully the second time went better than the first. Scud didn't want to run the risk of her fleeing now, not when he knew this girl was something special.

She didn't make a move to untangle herself from Scud this time though. She stilled against his chest before sinking backwards into his protective embrace. He could feel every knot and muscle in her back press agonisingly hard against his body. This girl going to be responsible for giving him a heart attack if she started shaking her ass when they were like this. He released a shuddering breath and focused on getting his head back in the game. Having Carol pressed against him like that, the scent of her shampoo swirling around his head and the throbbing music reverberating through his body was sensory overload to say the least. If she started dancing and grinding against him right at that moment Scud the Stud would instantly be transformed into Scud the ten-second Dud.

Despite the threat of losing his cred Scud refused to let go of the woman in his arms. Instead, his hold on her waist tightened. His thumb drew lazy circles against the textured fabric covering her hip bone and he felt her relax further against his chest. Her hands were suddenly resting on top of his and Scud froze at the contact. The breath stilled in his chest while he waited for her reaction. It wasn't until Carol started tracing her own patterns across his knuckles, silently encouraging him to continue onward, that Scud felt the air leave his lungs again.

The track blasting out across the dance floor suddenly changed from fast-paced techno to a slow, sensual beat. Carol started swaying in his arms, spurred on by the echoing tune surrounding them. It started softly, her hips twitching beneath Scud's palms as she let the music move her. She continued to face away from him, each movement growing more and more pronounced until finally Carol's body was twisting and writhing before his eyes like a tendril of smoke winding skywards. Slowly she craned her neck, looking over her shoulder to catch Scud's eye.

Her eyes. Those amazing blue eyes of hers locked with his and Scud knew it was game over. This girl had cast a spell over him in the course of an hour. In a sea of people he was drowning not in the swell of souls but in the depths of her gaze.

Carol spun around to face him, her eyes never leaving his as she turned. It was a miracle she had managed to move at all with all the people surrounding them. Scud's grip on her waist tightened, drawing the woman snuggly against his chest. She let him pull her forward, winding her arms lazily around his shoulders in response.

The temperature in the club was changing again. The A/C must have been on the fritz. It felt like the air was being sucked out of the room the longer their eyes stayed locked. But despite the growing heat between them Scud couldn't look away. Carol's body was crushed against his but he barely noticed. What he did notice was that Carol's face was turned up towards him and he felt his own head lower in response. Her tongue darted out to wet her lips. They were so close now. All he had to do was push forward a fraction and he'd finally get to kiss her.

The shrill ringing of Scud's cell phone broke the spell between them. He groaned loudly at the interruption, dropping his head down heavily to her shoulder. First time in his life he was getting cock blocked by a fucking cell phone. As frustrating as the ringing was it'd be pointless to ignore it. The Bat-signal sounding in his pocket demanded immediate attention. That was the deal he had with B.

"Sorry…gotta grab that," Scud turned his head and spoke into her ear taking the opportunity to run his nose along the expanse of the naked neck he found there. Carol shuddered under the intimate touch and craned sightly, silently granting him access to the soft skin previously hidden by her hair. Sighing heavily, Scud managed to pry himself away from the earlobe he'd seriously been considering sucking on. Hopefully, he'd get a chance later to pick up where he left off.

Scud kept one arm firmly latched around her waist as he used his other hand to retrieve the cell from his pocket. Flipping the phone open forcibly Scud silently cursed the man he knew was on the other end of the line. "Not a good time B," he huffed into the speaker. He knew he sounded like a petulant child be he didn't give a fuck right now.

The sound of the voice on the end of the line made the younger man's blood run cold. "You need to get out of there now Scud. The shit's about to hit the fan."

**A/N: Thanks so much for the favourites, follows and reviews. I hope you enjoyed this chapter. I know it takes me a while to get chapters out there and I apologise for the delay. I really do appreciate everyone who has taken the time to read my little fic.**


	3. Chapter 3

The urgency in Blade's voice instantly flipped Scud's mood from sour to full scale alert. He whipped his head around, searching without success for the threat that had prompted a call from the man that vamps considered the Boogeyman. The B-man never buzzed Scud just to shoot the shit. Something big was coming and despite the lack of evidence it was apparently going to hit Pandemonium tonight after all.

Scud reluctantly untangled most of himself from Carol but kept his arm firmly clamped around her waist. There was no way in Hell he was letting go of her now and it had nothing to do with how good her body felt pressed up against his. And man did it feel good. But that wasn't the point. If something was about to go down he was not running the risk of losing her to whatever evil asshole was hitting the club tonight. Now that Scud finally had the dancing queen he was not going to let go.

"Talk to me man," Scud started, his eyes continuing their surveillance of the club. "The Blood Bank?" he asked tentatively. A shiver wound down his spine as soon as the question left his mouth. Going undercover in search of a legendary hotspot was all fun and games earlier in the night but that was before _she'd_ come into the equation.

Scud glanced down at the woman pressed to his chest. Carol's head was craned upwards as she watched him take the call, her expression a mix of curiosity and concern. The blue eyes Scud had been drawn to like a moth to the flame earlier were now barely visible through the narrowed lids she regarded him with. Whether she had heard what he was saying or not was anyone's guess but one thing was certain; the smoking brunette had definitely picked up on the vibe that something was seriously amiss with the conversation taking place above her head.

"Fall back Scud. Something big is going on at the club tonight and it's got nothing to do the Blood Bank rumours," Blade's voice was deathly serious when he spoke. Despite the sounds reverberating in the club Scud heard the next order delivered by the man on the other end of the line with absolute clarity. "Fall back _now_."

"What's going on man?" Scud yelled over the thumping Pandemonium background track. His eyes continued the surveillance of the floor but he was coming up with zip; just people piled on top of other people passing foreplay off as dance moves. Whatever had spooked B wasn't visible to the naked eye. But whatever was happening probably wasn't visible to a human anyway. Vamps weren't known for clumsily announcing their presence. Those bitches who'd tried to feast on shish-ke-Scud had been slick enough operators to make him think he was seducing them when really they were playing him all along.

Scud searched for the source of the imminent threat but no matter where he looked all he saw were shadows swaying in unison; mice being led by the hypnotic trance beats being placed by the Pied Piper DJ spinning the Pandemonium decks at that moment.

"I got word back from an informant," Blade elaborated, the even tempo of his words a stark contrast to the frantic bass thundering around Scud. "The Blood Bank lead was fabricated to specifically draw someone to the club tonight."

The younger man nodded his head as he listened to what Blade was saying. The whispers they'd heard on the street were just that; whispers. That was why Scud had shown up at the club to pull a little recon work. "Why the panic then B? Their plan failed. You didn't show."

"It wasn't me they wanted in that club tonight."

Scud froze as the other man's words sunk in. If the vamps weren't looking to mount the B-man's head on a pike tonight then that meant-

"Me," groaned Scud, mentally slapping himself upside the head for his own stupidity. "What the fuck do they want with me?"

"You're the inside man Scud; the only man alive close to my operation. They get to you, they can get to me."

That was true enough. With Whistler out of commission Scud was the next closest living person who had a beat on Blade's day-to-day activities.

"You're telling me I'm gonna get snatched up and used as the damsel in distress to bring you out and to the table?" Scud asked.

"In a word: yes," replied Blade. "I was serious when I told you the shit was hitting the fan. You need to get out of there now Scud. That place is not what is seems."

Scud's gaze was steely as he examined the dancers surrounding him. If what B was saying panned out anyone of the hundreds of people packed into the club could be gunning for his blood. The bartended who'd been serving him all night could be a familiar for Christ's sake! Familiars were everywhere. Scud had seen plenty of the bastards during his time with B already. It would certainly explain why Scud hadn't seen any undead activity tonight so far; the sneaky fuckers were letting their pets do the dirty work for them instead. If you were a centuries old bloodsucker you wouldn't waste your time going out to retrieve a human lackey. You'd send other human lackeys to run your shitty errands for you. Kidnapping Blade's go-to tech guy would definitely come under the heading of a shitty errand.

But what if it wasn't just some random dude that was coming for Scud? What if every patron in Pandemonium tonight was a familiar? He shook his head, trying unsuccessfully to dislodge the thought from his mind the moment it had popped in there. Scud couldn't entertain the possibility that _everyone_ in the club was on a leech's payroll. If that was true that meant the Amazon with the great ass could potentially be in bed with a bunch of suckheads.

The arm he had still clamped around her waist tightened, drawing her closer against his chest as he tried to come to terms with the possibility she might be working for the dark side. Carol shuddered slightly but leant into his embrace, her head nestling comfortably under his chin. Despite how right it felt he refused to look at her, instead keeping a sharp eye trained on the dancers surrounding them both. More bodies were packing onto the floor making any chance of escape impossible. Scud's head whipped around as he desperately looked for an out but it was no use. People pressed up against them from all sides, rendering any chance of exiting impossible. The sea of dancers on the club floor was threatening to drown them on dry land if they kept pushing up against Scud and Carol like they were.

Finally Scud risked sneaking a glance down at the chick he was still wrapped around. If this girl had been sent here tonight to catch his attention he'd left it too long now to make an escape from her very tempting clutches. Hell, if it meant leaving Carol amongst the sea of people thrashing about the club Scud didn't even know if he wanted to escape from her clutches. But whatever he had been expecting to see when he looked at the brunette he still couldn't bring himself to let go of it sure as shit wasn't this.

Even with the tiny amount of light the strobes gave off he could still see she was worried. Genuinely worried. The concern etched over her face spoke volumes. She was scared shitless and she didn't even know what the fuck was going on. That look on her face made him sure there was no way she was bait to catch him tonight. Well…almost certain.

"Scud!" Blade's deep voice broke through the younger man's thoughts. "You hear me? Get the fuck out of there _now_!"

He sighed, finally surrendering to Blade's order. "Roger that man, I hear you. Falling back." Scud snapped the phone shut and shoved it back into his pocket, muttering quietly to himself. Just his fucking luck. Last time he thought he was going to get a little action he'd ended up in hospital looking like he'd lost a fight with a lawn mower. Now he was so close to closing the deal with Carol and she may or may not be working for suckheads. He could not catch a break. He was being hunted as live bait and he could not get laid. Pandemonium was turning out to be a real shitty club. No way was this dump the hottest ticket in town tonight. Whoever was doing the promo work for this joint deserved a fucking punch in the mouth.

"What's going on?" Carol asked, her voice laced with concern. She fisted her hand in his shirt as she spoke, tugging on the fabric to bring his attention back to her. "You look like something bad happened."

"You could say that," he grumbled.

Scud studied the woman standing before him, searching for any possible sign of a vampire glyph strategically hidden on her face. If she covered it with make-up he'd never see the cattle brand detailing which vamp owned her ass. He bent closer trying to locate the hint of a glyph and felt her warm breathe fan over his face in a distracting yet inviting way. Scud pulled back slightly, shaking his head to clear any lingering thoughts of her lips and her mouth…

Shit, he did not have time for this now! There was no time to put the moves on Carol. If they both lived thought the night he would throw every move in the book at her come morning but now he needed to focus. With the lack of lighting it was hard to see much of anything but Scud couldn't see a trace of any tattoo's marking her porcelain skin. Considering the dress she was wearing hid so much of her body there was a distinct possibility she was marked somewhere he couldn't see. She could have been branded anywhere- it didn't have to be on her face. It was highly likely she might have a little something tattooed on her inner thigh out of sight. Scud shook his head, trying to dislodge the visual that had unwillingly popped in there. This chick was seriously making him lose his shit and he wasn't doing a damned thing to stop it!

God that would be so sexy if she did have a little something hidden away there though…

He looked at her, scrutinising her as she stood leaning into him under the poorly lit dance floor. Scud needed to get out of there ASAP that was for certain. Question was: was Carol in bed with the vampires or was she an innocent bystander with a wrong place, wrong time situation going on?

"Listen-" the words he had intended to say dying on his tongue when the club started vibrating around them.

The floor beneath Scud's feet was moving with more than just the momentum of the dancers' gyrations and the heavy beats of the tunes blanketing the place. Soft vibrations grew to larger, more pronounced tremors. The look of fear etched on Carol's face when their eye met was real. She was scared completely shitless by whatever was happening. Scud increased his grip on her waist, pulling her flush against his chest so tightly that he felt her heart thumping an uneven pattern that rivalled the beats still flying out of the DJ booth.

Around them people were pushing and shoving, trying desperately to get to safety and away from the unnaturally moving room. The fear in the air pressed against the couple from all sides like a vice grip being systematically wound tighter and tighter. Pandemonium was threatening to morph into full-scale anarchy. Through the fear one thing a realization struck Scud: familiars wouldn't be reacting like this if they knew something was going down tonight. There was no way everyone patron here tonight was a vamp's pet.

Familiars trusted their owners without a hint of doubt. The fact that the club was moving like a tilt-a-world meant whatever was happening now was not a part of the regularly scheduled programing for the evening.

The dark room clouded with a mist of fine dust making it look like a scene from some sort of apocalyptic snowstorm. It took Scud a moment to realize it was drywall particles, not snow that was falling around the room from above. Someone really wanted to get past that velvet rope into Pandemonium tonight. The fine layer of drywall continued to settle over Scud, tickling his nose and aggravating his lungs.

A thundering crash tore through the room, cutting through the bass like a hot knife slicing through butter. Screams punctured the stifling air, mixing almost beautifully with the music still playing to create a macabre soundtrack of terror. Thoughts of his own safety far gone as Scud continued to crush Carol to his body. All he thought about was the need to shield her from whatever the fuck was going down. She may or may not be a familiar but the way she was trembling against him Scud was inclined to believe she wasn't here tonight as bait to lure him into a trap.

The vibrations shaking the club stopped just as suddenly as they had started, earning a collective sigh of relief from the revellers surrounding the couple. Scud wasn't going to breathe easier just yet though. Silence only meant that whoever wanted in to the club had just gotten their all-access pass granted.

It was now or never. Time to get the hell out of dodge while everyone else was too disorientated to watch which way Blade's inside man exited.

"We gotta get outta here," Scud whispered into Carol's ear, swapping his hold on her body for a firm grasp of her hand.

"What?!" Carol turned to him with panicked eyes. Her face, covered with a fine layer of dust showed twin tracks of spent tears had fallen across her cheeks. "I can't just leave! What about Lori and Andrea?!"

"Who?" Scud shouted, tugging forcefully on her hand in an attempt to lead her to safety. He didn't give a shit who else was here. He need to get out while there was a window and he was not leaving her here as an after dinner mint for some leech or whatever the fuck had arrived. Carol refused to move though, holding her ground as he wrenched at her arm. If he kept this up he'd pull her arm clean out of the socket. Whether Carol was a familiar or not it was time for her to get her hot ass into gear and book.

"The friends who brought me here!" she cried, throwing her free hand towards the darkened room behind her. "I'm not leaving without them!" she declared, stamping her foot for emphasis.

Shit, she was sexy when she pulled a move like that. He shook his head; this was not the time to let little Scud do the thinking for him. Scud had to get the fuck out of there now. _They_ had to get the fuck out of there now.

A memory of Carol's hips swaying in time to the music earlier flashed through Scud's mind. He could just picture the blonde and the other brunette Carol had been dancing with before- Lori and Andrea apparently. He scanned the room, but between the still settling dust, lack of lighting and hunched over figures of humans there was no way either of them would be able to locate the ladies now. And he was not letting Carol out of his sight after that explosion. He made a quick decision then and there.

"Listen," Scud pleaded, leaning closer to her again. "I got a place we can crash, but we gotta move now. The big bad wolf's about to blow down on this cottage." Scud looked at her then, trying to silently impart how deep a level of shit they were actually in right now. "Seriously C, we gotta get outta here!" He tugged on her hand again, finally succeeded in dislodging her from her unrelenting position. Carol stumbled, crashing heavily into his chest for the third time that night. His arms automatically snaked around her again, cushioning the fall as best he could

Her eyes widened as his secure hold settled over her. "What the Hell's wrong with you? Let me go!" she demanded, struggling against him. Her tiny fists started raining down forceful blows to his shoulders. "You really are some sort of creep, aren't you? I'm not going anywhere. I need to fin-"

A second shuddering boom rocked Pandemonium, this blast more forceful that the last. Carol's words were drowned out by the sheer volume of the explosion that reverberated throughout the room. The floor beneath Scud's boots shuddered as if a dormant volcano was re-awakening from a centuries-long slumber. Despite her accusation of him being a creep Carol's grip tightened on Scud's shoulders. Seemed he was the lesser of two evils to her right now. Her eyes were wide saucers when she turned her face up to find his. She was gapping at the chaos that had erupted around them as if realizing Scud wasn't just some asshole trying to trick her into the backseat of his car. They were in trouble and she knew it was too late to make a quick escape.

Dust and debris flew everywhere blanketing the entire room in a fine mist of destruction and devastation. Screams from the terrified patrons coupled with spluttering coughs bounced off the walls making it sound like the club been dropped into the middle of a goddamn slasher flick.

Blade had been right: the shit was definitely hitting the fan. Just like the name promised, chaos had finally erupted at Pandemonium.

Another boom echoed across the club, shaking Scud with enough force to propel him backwards and into the mob of people still stuck on the dance floor. His grip on Carol's body was severed as he fell into the crowd of souls. He was momentarily lost within a sea of flailing limbs and frantic yells. His head snapped back and struck something solid, sending a searing flash of pain along the base of his skull. He didn't have time to acknowledge the agony screaming within his injured head though; he was running an adrenaline and focused solely on locating the red dress and the girl in it. Thankfully he didn't have to look far.

The dress that showcased her fantastic figure earlier in the evening was now acting like a siren calling to him across the sea of souls found the shore of the dance floor.

A mass of brunette curls lay just yards away from Scud. But while Scud was fine save for a throbbing headache, Carol was anything but. She lay on the ground, the halo of hair fanned out across the floor. The slight rise and fall of her chest was the only indication that she was still in the land of the living. A thin trickle of blood dripped slowly from her hairline down to pool on the debris covered floor. The brunette curls Scud had been admiring earlier in the evening where now stained with red.

He scrambled frantically on his hands and knees to reach the fallen girl. She was still breathing: check. That was the most important thing. Scud knew you weren't supposed to move someone who'd just experienced a fall like that but there was no way he was leaving the club without her in tow. Casting a quick glance around to check no-one was watching, the young man scooped the unconscious woman up in his arms and cradled her protectively against his chest.

"Time to book Princess," he muttered into her ear, his lips brushing against her blood-stained hair.

It was time to get the fuck out of Pandemonium.

**A/N: Thank you for sticking with me with this one. The reviews and favourites are much appreciated. Scud is really fun to write for and I'm enjoying Carol's sassiness. It takes me so long to put out a chapter that I am happy with and I thank you all for your patience with me on this matter. Now some of you might be familiar with another WIP of mine, '****_Fun with Idle Threats'._**** I just wanted to let you all know I am working on the next chapter of that, but I think I broke my funny bone with my last offering so again it is taking me some time to make everything just right. I've also had a change in my work roster so finding free time to write is harder than ever. It's easier to get a 2000+ word chapter completed than trying to focus on a funny 8000+ words for ****_Idle Threats_****. But it will get done…eventually. I promise you that. I've just been busy with stuff…things lately.**


	4. Chapter 4

The scene outside Pandemonium was just that; pandemonium. Visibility on the packed side street was practically non-existent thanks to the explosion that had just rocked the club. The only source of illumination came from the harsh flashing lights belonging to the assorted Police cruisers and Ambulances scattered haphazardly in front of the entryway. Dust and drywall particles showered down from above, blanketing the street as far as the eye could see. The wailing sirens and piercing screams of the patrons fleeing the club punctuated the night air creating a creepy backing track to the tragedy that had occurred inside a place that was definitely living up to its name.

If Scud didn't know better he'd have sworn he was ass-deep in the most vivid trip of his life. The fact that he'd only been smoking tobacco and nothing stronger was the only proof he had that the entire night wasn't just a figment of his imagination. As psychedelic as the evening was playing out to be he knew that the scene unfolding was more than a trip gone bad; this shit was serious. He hadn't followed some fluffy cotton-tail motherfucker down a rabbit hole in hopes of finding Wonderland. The unconscious woman cradled in his arms was all the evidence he needed that this shit storm he was standing in the middle of was definitely real.

His original plan of doing a little recon for B followed by getting lucky with one of the dancing honeys had been forgotten long ago. Fleeing an exploding building wasn't supposed to be on the agenda for the night. Now his plan was simply to get the fuck out of there in one piece, preferable free of any bite marks puncturing his neck.

The combination of panicked people and running EMT's helped conceal Scud's identity as he slipped out of the ruins of the club, holding the still-unconscious Carol protectively in his arms. Blowing up Pandemonium had provided the best possible escape route imaginable for them both. He could have strolled out of there singing show tunes at the top of his lungs and still wouldn't have been looked at twice thanks to all the people scurrying around like ants fleeing a kicked-down mound of dirt. Not one person looked his way as he made a dash for his van parked down the end of the street.

It helped that whoever was sent there for him would more than likely be searching for a guy on his own and not a guy and a girl together.

If Scud lived through the night he'd courier a box of Krispy Kremes to the suckheads downtown as thanks for creating a distraction allowing him to get easily the fuck out of dodge. In fact, he owed them more than just one box. If he hadn't of been at the club tonight checking out the bogus lead he'd never of met the incredible girl cradled in his arms now. It was a win/win situation really. Apart from the fact she was out cold and would probably think he was some sort of pervert who had abducted her when she finally came to, everything was coming up gold for him so far.

Scud reached his van without incident and managed to secure Carol in the passage seat before gunning the POS down the deserted side street. Seemed all eyes were on the front of the club, not the roads leading to it. Once hitting the more congested roads he weaved and threaded his way through traffic, doubling back occasionally just in case they'd picked up a tail. The ride wasn't pleasant but it got the job done. He was driving like Bond on steroids and he didn't even have a witness to the feat of awesomeness because the Carol was passed out and there wasn't a damn thing he could do about it.

The entire ride Scud kept casting frantic glances her way, checking that she was still with him. The rhythmic rise and fall of her chest combined with the occasional groan in her sleep indicated she was just passed out. Passed out wasn't perfect but he'd take it over something more permanent being wrong with her. He knew it wasn't the smartest thing to let a person with a head injury sleep but at that moment there weren't a whole lot of other options. Scud had been pulling moves straight out of GTA to get as far away as possible from whoever might be after his ass. He didn't exactly have time to pull over, flash a light in her eyes and ask if she knew who the President was. Shit, depending on the amount of weed he'd usually smoke on any given day there was no guarantee he'd even know if she got the President's question right if he did try asking her that. The girl could try telling him Mighty Mouse was the big cheese and Scud wouldn't be able to correct her.

Whenever he took a corner too quickly an annoyed grunt would sound to his right. The fact that his driving style was doing that to her should have bothered him but it really didn't. He was too busy working on getting her somewhere safe and getting his ass back into the frying pan and away from the fire. It didn't matter how uncomfortable she was with him driving like he was playing bumper cars, the fact that she was aware enough to be in pain was all that mattered.

Pain meant you were still alive. Scud learnt that from the two vamps who tried playing patty-cake with his internal organs. He still had nightmares about what those two bitches did to him that night.

Even though he was driving like madman flying by the seat of his pants Scud was clear on his intended destination. With a potential hanging party of vamps after his head he needed to go to the safest place he could think of to hide out and there was only one place that was 100% suckhead free: Blade's warehouse.

The warehouse was the safest spot of Earth for them both. Scud had set up Blade's entire security network that protected the building. It would have been easier to slip into Fort Knox unnoticed then get past Scud's masterpiece comprising of sensors and infrared cameras. There was no way anyone could get in there without the Scudster giving them the keys to the kingdom himself and there was no fucking way he was planning on doing that any time soon.

Whatever was wrong with the girl in the seat next to him Scud had absolute confidence that Blade could help her. The man had skills that didn't just end with kicking ass and killing bloodsuckers. There was no other solution to the question of what to do with her anyway. It wasn't like he could roll up to a hospital. There were too many familiars working in the health care system for any place of healing to be safe enough for Scud to trust. We wasn't about to risk something else happening to this girl on his watch. She'd already been hurt because someone was gunning for him. He'd only just met the babe in the red dress but he was not going to gamble with her life. There was something about her he was drawn to. He needed to protect Carol and it had nothing to do with how great her ass had looked when she was shaking it on the dance floor. Well, the ass factor didn't hurt. But there was something else about her. She was…special. She wasn't just one night stand. She was something more.

Carol was still out of it when he finally pulled into the loading bay door of the large building Blade was currently calling home. Considering he had just driven her to the shittiest part of town under the cover of darkness it was probably a good thing she hadn't come to yet. Most women didn't respond well to a guy they had just met bringing them to a rundown warehouse that looked like a set from some D-grade slasher flick. Plus the B-man would have kittens if the location of the secret hideout was revealed to some chick Scud had just met less than an hour ago. Blade played his cards pretty close to the chest and that included letting people knew where he hung his hat. The dark avenger had a lot of enemies that all wanted their chance to be the one that took down the legendary warrior.

The inside of Blade's current warehouse was as dark and uninviting as a tomb. In that respect it perfectly reflected the demeanour of the man who was using it as a base of operations. More importantly it suited Blade's requirements. It was located in the deserted part of town. It didn't attract attention from the outside. It had plenty of room for Blade to do what he did and it left Scud with ample space to work on new toys for the vigilante to use in battle. There were plenty of pluses for why it worked but it did have one massive drawback- the warehouse was not an ideal place to bring the ladies for a little private time. In fact, Carol was the first chick Scud had ever brought through the doors of the Fortress of Solitude.

Scud had never brought a woman back to the Batcave for a private tour before. For one thing B didn't appreciate the location of the warehouse being divulged; you never knew who could be on a vampire's payroll anymore. Secondly, the sight of arc welders, circuitry and mountains of electrical wiring didn't usually put chicks in a frisky mood. Scud had some moves on him but he'd never tried to talk a girl into bed by bragging about the details of his current employment. For some reason women never responded to the line 'I build shit for a masked vigilante to use while he fights the forces of evil with on a nightly basis.'

A line like that would get you laid in comic books but in the real world it never panned out that way.

Somehow, the thought of bringing a girl back to a shitty warehouse located in the bad part of town in the middle of the night were no-one could be found for miles just screamed serial killer and not smooth operator. Go figure.

So when Scud had carried Carol out of Pandemonium his first thought wasn't to bring her back to his apartment to try his luck with the whole 'I saved your life how are you going to repay me' play. He hadn't thought about checking into a nice hotel and laying low 'til the heat died down. Blade had ordered him to fall back and that was what Scud was doing. He fell back to the safest location he knew of. The safest place for him right then just happened to be an abandoned warehouse it the dead-end part of town.

Now that he was home safe he could concentrate on the waking the snoozing dancing queen.

Scud cleared a nearby workbench with one swift sweep of his arm, sending a monitor crashing to the floor below. Assorted wires and circuit boards littered the ground beneath his feet but he didn't give a flying fuck about any of it, his only thought was trying to make Carol as comfortable as possible. Aside from Blade's pirate quarters there wasn't that many comfortable surfaces to rest a sleeping woman on, again another reason why Scud had never brought a chick back the warehouse before now.

The jacket he'd been wearing was quickly shucked and balled under the brunette's head to make a lumpy pillow. It wasn't the best but it was all he could offer. Carol sighed in her sleep and grabbed at the new cushioning, tucking her hands under it as she unconsciously got herself more comfortable. A content sigh came out of her mouth as she curled up further into herself on the hard surface.

Looking at her lying there on the make-shift metal bed, the floor surrounding her strewn with pieces of smashed circuitry and busted electrics Scud couldn't help but think she looked like some sort of post-apocalyptic Sleeping Beauty waiting for her Prince Charming kiss her awake. Considering the ring of broken technology standing guard around the princess it looked more likely that she was in need of a reboot instead of a kiss.

Scud glanced down at her mouth, watching the lips turn into a pout in her sleep. The idea of waking her with a kiss was tempting. _Really_ tempting. Ever since he'd clamped eyes on her and _that_ killer red dress Scud hadn't been thinking of doing much else besides what it'd be like to kiss her. In one way it would be kind of romantic to wake the sleeping babe with a kiss. On the other hand something about putting the moves on a woman unable to respond was definitely a creep-like move, and Scud had sworn to Carol that he wasn't like that. No-way was he going to try something like that when she was unconscious. That shit was a felony.

The only crime Scud had even been guilty of was being a stud.

The woman on the bench groaned in her sleep again and rolled over onto her back. With her eyes closed and that serene look on her face she really did look like something straight out of a Disney movie. All she needed was a bunch of dancing animals fawning over her begging her to wake up and the picture would be complete. Scud didn't have time to waste waiting for singing squirrels and hat-wearing mice to turn up and rouse the sleeping beauty. It was a wonder Blade hadn't surfaced yet to see what the hell was going on in the warehouse anyway. The van had made enough noise when Scud had come screeching through the loading bay doors to wake the dead.

He didn't want to leave her side to find the dark knight. Sure Carol needed help but Scud couldn't just leave her lying there while he located Blade. What is she came to and freaked out waking up in a strange place?

Taking a deep breath Scud drew up a new game plan. He would just have to try and bring her around on his own using his own patented brand of Scud sweet-talk.

"Don't check out on me C," he whispered desperately, pressing a chaste kiss to her forehead. "Come on sweetheart." Scud ran his hand across her temple, beaconing her to awake from the slumber she had fallen into by force. "You gotta wake up."

Carol groaned lightly, her forehead scrunching with wrinkles and her eyes clamping even tighter together. She swatted his hand away from her face and proceeded to roll onto her side, tucking her knees up towards her chest and curling herself into a foetal position. Her hands fisted in the jacket cushioning her head and she muttered non-coherently into the fabric.

Despite how concerned he was Scud could stop himself from chuckling at her sleepy reaction. The swatting at his hand proved how sassy she really was and she wasn't even awake while she did the unconscious action. The firecracker had been smoking-hot when she was pissed at him earlier in the club and now she was adorable when she was out of it catching some shut eye. This was so the girl for him.

"Come on Babe, time to get up," he cooed, gently shaking her shoulder.

His actions were rewarded with another groan muffled in the thick folds of his jacket.

Scud dropped his head in despair. This was getting them both nowhere. It was time to locate B and ask the man to help him out. Carol shouldn't be out like this. She should have woken up by now. If it was taking this long for her to regain consciousness then something might seriously be wrong with her.

He turned away from the table and headed towards the staircase leading to Blade's private quarters. Hopefully B wouldn't tear him a new one for bringing a girl back to the Batcave. Desperate times called for desperate measures. Scud's foot had just landed on the bottom stair when the sound of rustling fabric froze his foot mid-step. The voice he heard speak froze his heart mid-beat.

"Thought I told you not to call me Babe," a weary voice called softly from the bench behind him.

**A/N: Thank you for the reviews and follows. I hope everybody is still sticking with me here. It takes me time to get something out that I'm completely happy with. And as someone who's never 100% happy this presents a problem. **


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